RE: Must Vote NO!2 Jun 2026 21:32
Based on the information available, I would not assume the board automatically gets the 75% approval.
A few factors work against the proposal:
* Nanoco has around £10.1 million of cash and a market cap of only about £5 million. Many shareholders will see a large discount between cash and market value and may prefer the company to remain listed while that value gap is addressed.
* Delisting removes a huge number of shareholder protections. After cancellation, there would be no obligation to publish interim results, announce material developments, disclose major shareholdings, or seek approval for certain transactions.
* Liquidity becomes much worse. The proposed JP Jenkins matched bargain facility is far less liquid than a stock exchange listing.
* Some investors may view the argument that a listing costs £700k per year as weak when the company holds over £10m in cash.
On the other hand, factors that help the board:
* Retail investors are often poor at voting. Many simply do not submit proxy votes.
* Institutional holders sometimes support boards unless there is a very strong reason not to.
* The board can argue they are saving £700k annually, equivalent to roughly 14% of the current market cap every year.
* If only a small percentage of shareholders vote, the board only needs 75% of the votes cast, not 75% of all shares in issue.
The key question is really who owns the shares and whether the larger holders oppose the plan.
Using the AGM results you posted previously, only around 17.5% of the company’s voting rights were represented at the AGM. If participation at the General Meeting were similar, then a relatively small number of shares could block the proposal.
For example:
* If 20% of shares vote,
* The board needs 75% of those votes,
* A blocking minority is just over 25% of votes cast,
* Which equates to only about 5% of the total shares outstanding.
That is why activist shareholders often focus on getting people to vote rather than buying a majority of the company.
My rough assessment would be:
* Not a foregone conclusion.
* If a couple of sizeable holders decide the £10m cash balance is worth protecting and actively campaign against the delisting, the proposal could absolutely fail